Investment Adviser Exemptions

News & Analysis as of

How the DOL’s Impartial Conduct Standard Affects Exemptions Used by Financial Services Companies

In conjunction with its issuance in April 2016 of a new regulation redefining the concept of “investment advice” for purposes of fiduciary status under ERISA and Section 4975 of the Code, the Department of Labor amended a...more

House Debate Scheduled for Bills Relating to Capital Access for Small Business

Next week, the House is scheduled to debate two bills designed to reduce regulatory burden on small businesses in order to facilitate access to capital. H.R. 5424, the Investment Advisers Modernization Act, was approved by...more

DOL Releases Final Fiduciary Investment Adviser Regulations

On April 6, 2016, the U.S. Department of Labor (DOL) released its long-awaited final regulations defining who is a fiduciary investment adviser (the Final Rule), along with related prohibited transaction class exemptions and...more

U.S. DOL To Issue Final Rule and Exemptions on Fiduciary Standards

On April 6, 2016, the U.S. Department of Labor will release its highly-anticipated Final Rule and Exemptions addressing when a person providing investment advice with respect to an employee benefit plan or individual...more

Annual Reports & Best Practices for VCs and Other Exempt Reporting Advisers

In 2010, the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank) created a new classification called “exempt reporting advisers” (ERAs) for advisers who are exempt from investment adviser registration as...more

Proposed Changes to Quebec Derivatives Regulation Will Impact Dealers, Advisers and Hedgers

This Bulletin highlights the impact of proposed amendments to the Quebec Derivatives Regulation (QDR) on dealers and advisers that are not registered in Quebec to trade standardized derivatives, on persons who intend to rely...more

OCIE Extends Exams to Exempt Reporting Advisers

Marc Wyatt, Director of the U.S. Securities and Exchange Commission’s Office of Compliance Inspections and Examinations (OCIE), indicated on November 20, 2015 that the OCIE staff is now examining “Exempt Reporting Advisers”...more

SEC Proposes to Ease Intrastate Offering Exemption to Facilitate Crowdfunding

The SEC has proposed amendments to Rule 147 under the Securities Act of 1933, which currently provides a safe harbor for compliance with the Section 3(a)(11) exemption from registration for intrastate securities offerings....more

SEC Provides Guidance on Venture Capital Fund Advisers Exemption

Investment advisers to venture capital funds are exempt from registration under the Investment Advisors Act if certain requirements are met. Amongst those requirements is that certain investments be made in qualifying...more

Proposed FinCen Anti-Money Laundering Rules: Implications for Life Settlement Investment Fund Managers

On August 25, 2015, the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Treasury Department, issued for public comment proposed rules requiring investment advisers registered with the Securities and...more

Quebec Blanket Decision Affording Relief for Certain Derivatives Activities to be Revoked in June 2016

The Quebec Autorité des marchés financiers (Authority) is revoking a long-standing blanket decision (Blanket Decision) that exempts persons conducting dealer or adviser activities with accredited investors in respect of...more

A Summary of Comments From the DOL Hearing on the Proposed Conflict of Interest Rule

On August 13, 2015, the Department of Labor (the “DOL”) concluded a four day public hearing on its proposed conflict of interest rule (the “Proposed Rule”). The approximately 75 witnesses generally fell into two groups: the...more

Commenters React to DOL’s Proposed Expansion of Fiduciary-Duty Rules

Four months after proposing a significantly expanded definition specifying when “investment advice” to employee plans and IRAs would give rise to fiduciary status under the Employee Retirement Income Security Act of 1974, the...more

CFTC Staff Exempts Certain Commodity Trading Advisors from Form CTA-PR Reporting

The reporting relief applies to commodity trading advisors that do not “direct” trading of any client commodity interest trading accounts. On July 23, the CFTC’s Division of Swap Dealer and Intermediary Oversight issued...more

Non-U.S. Investment Funds and Managers: Regulatory Framework for Raising Capital in the United States

U.S. regulation of money managers, including non-U.S. managers, and the funds they manage is a complex regime that has changed significantly since the implementation of the Dodd-Frank Reform and Consumer Protection Act of...more

DOL's Proposed Best Interest Contract Exemption Could Require Dramatic Changes for Financial Institutions

The U.S. Department of Labor (DOL) has proposed a new “Best Interest Contract” prohibited transaction exemption, which is a standards-based exemption that applies to the receipt of compensation by advisers and their financial...more

Securities Regulators in British Columbia, New Brunswick and Saskatchewan Propose Prospectus Exemption for Certain Distributions...

On April 16, 2015, the securities regulatory authorities in British Columbia, New Brunswick and Saskatchewan (the Participating Jurisdictions) published Multilateral CSA Notice 45-315 Proposed Prospectus Exemption for Certain...more

Department of Labor Proposes New Fiduciary Regulation and Prohibited Transaction Exemption Relief for Investment Advice...

On April 20, 2015, more than three years after withdrawing a similar proposal that was staunchly opposed by the financial services industry, the U.S. Department of Labor (DOL) published in the Federal Register a proposed...more

Commissioner Ponders Whether To Exempt Real Estate Brokers From Investment Adviser Registration

Last week, the Commissioner of Business Oversight issued an invitation for comment on whether to exempt real estate brokers from the investment adviser certification requirement under the Corporate Securities Law of 1968....more

SEC Issues Guidance on Proxy Voting

The Security and Exchange Commission’s Divisions of Investment Management and Corporation Finance issued Staff Legal Bulletin No. 20 (IM/CF) on June 30 (SLB 20). SLB 20 provides guidance regarding proxy voting...more

Overhaul of Washington State Investment Adviser Rules: What it Means for Hedge, Private Equity and Venture Capital Fund Managers...

In June 2014, the Washington State Department of Financial Institutions, Securities Division amended the rules applicable to investment advisers in the state of Washington in Chapter 460-24A of the Washington Administrative...more

SEC Issues Guidance on Proxy Voting Responsibilities of Investment Advisers, Their Use of Proxy Advisory Firms, and Application of...

On June 30, 2014, the Staff of the Securities and Exchange Commission’s Divisions of Investment Management and Corporation Finance issued guidance on the responsibilities of investment advisers in voting proxies and using...more

Corporate and Financial Weekly Digest - Volume IX, Issue 6

In this issue: - SEC Division of Corporation Finance Issues Guidance on Rule 506(c) Private Placements - SEC Issues No-action Relief Regarding Registration of M&A Brokers - CFTC Issues Guidance on New...more

Year-End CFTC Reporting Requirements for Fund Advisers

The National Futures Association (NFA) reminded fund advisers claiming an exemption from registering as a commodity pool operator (CPO) that they must confirm by March 3, 2014 that will continue to rely on the exemption....more

SEC Issues Interpretive Guidance on the Venture Capital Fund Adviser Exemption

On December 2, 2013, the SEC's Division of Investment Management issued a new "Guidance Update" that provides some important interpretive guidance on the exemption from registration under the Investment Advisers act of 1940...more

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